Tax Strategy (December 2023)

Overview

ZPG Limited and its subsidiaries (together, “ZPG” or the Group) operate online property portals and household services platforms as well as providing residential property software and data analytics. The Group’s operations comprise two divisions, Houseful and RVU, both of which generate revenues through services described below:

Houseful

1. Zoopla (including the PrimeLocation brand), which represents revenue generated from the provision of marketing services including property portal revenues;
2. Alto Software Group, also incorporating brands such as Jupix and Expert Agent, as well as Alto, which represents revenue generated from the provision of software services focused on property professionals and websites; and
3. Hometrack and Calcasa, which represents revenue generated from the provision of residential property data, insight and analysis.

RVU

1. Insurance, including lead consumer brands Confused.com & Tempcover, which represents revenue generated from annual & temporary insurance switching (including motor and household insurance) and from B2B services;
2. Energy, including lead consumer brand Uswitch, which represents revenue generated from consumer & business energy switching, ancillary products & B2B services;
3. Telecoms, including lead consumer brand Uswitch, which represents revenue generated from broadband & mobile contract switching;
4. Financial Services, including lead consumer brands Uswitch & Money.co.uk, which represents revenue generated from financial product switching services (including business & personal banking & borrowing);
5. Mortgages, representing the brand Mojo, which represents revenue generated from mortgage intermediary services.

ZPG seeks to apply the spirit as well as the letter of the law with regards to UK and global tax legislation.

How we manage our tax risks

ZPG is part of the technology sector, a dynamic and fast-paced industry, where there are risks involved for companies in keeping compliant with global tax legislation that changes year on year.

ZPG’s internal tax team consists of the Group Head of Tax and Group Tax Manager who both hold relevant accountancy and tax advisory qualifications. The ZPG internal tax team reports into and has oversight from the Group Finance Director. The tax team ensures that ongoing changes in the tax landscape are monitored and assessed for any potential impact to the ZPG group, through tax media, advisor updates, and attending periodic formal training.

The in-house tax team manages all tax issues with the support of internal Finance, HR and Legal teams and external tax advisers. Professional advisors are engaged for the preparation of corporation tax returns and are routinely consulted with on tax returns prepared in-house. Professional advisers are also consulted on ad hoc tax advisory work as well as on areas of significant complexity or uncertainty, as detailed below.

Our internal tax processes and procedures provide sufficient segregation of duties, and all tax returns are reviewed to mitigate the risk of error. The tax processes and procedures are regularly monitored by the tax team and updated to ensure they operate effectively for SAO reporting and to ensure that reasonable prevention procedures are in place to prevent the facilitation of tax evasion. Where tax risks are identified, these are documented in the ZPG risk register and escalated to the Group Finance Director, Chief Financial Officers (“CFOs”), the Audit Committee and Board of Directors where relevant.

In areas of uncertainty, the internal tax team will investigate internally and escalate to the relevant financial team, CFOs and any other senior leadership team members as appropriate. We will seek professional advice on areas of significant complexity or uncertainty and may extend this advice to broader areas of tax to ensure no further uncertainties arise. All areas of uncertainty will be discussed with ZPG’s HMRC Customer Compliance Manager (“CCM”).

We also seek professional advice on tax matters as and when they arise to ensure our compliance with all tax obligations, whilst maintaining a low-risk approach.

The ZPG group has an Audit Committee which has oversight of tax risks, and these are raised to the Audit Committee and the Board by the Group Finance Director and CFOs where relevant. The Group Finance Director and CFOs have regular contact with the Group Head of Tax to ensure they are kept updated on any tax risks as and when they arise.

Attitude to tax planning and risk

We take a conservative approach to tax planning and strategy. As such, no effective tax rate target is set by the Board and we have no motive or intention to enter into tax mitigation arrangements that could be considered abusive in the current business climate.

Historically we have grown the business through acquisition, and if this trend continues, we will seek ‘acquisition-based’ tax advice as appropriate. Whilst we ensure that new acquisitions are integrated into the group in a tax efficient manner, we have no structured tax planning that could be considered abusive and conduct transactions in compliance with tax laws and regulations.

With the exception of our Calcasa data business, we are a UK based group with our staff and offices in the UK. We therefore have little need for complex international tax or transfer pricing planning.

We believe that corporations should pay their fair share of tax, and we do not plan to deviate from this embedded culture going forward.

Overall risk and relationship with HMRC

We take a low risk approach in dealing with tax risks, tax governance and tax compliance. This is reinforced by our strong and proactive relationship with HMRC. We regularly communicate with our HMRC CCM and provide updates to HMRC on work that the internal tax team is undertaking. Where issues or improvements are identified we take this as an opportunity to update our processes.

Further, our policies, procedures and behaviours are rooted to core values of honesty and integrity. Such values are ingrained in the business culture at ZPG and prove integral to the way we carry out business, extending from internal matters such as employee conduct to external affairs regarding UK tax compliance. As such, Houseful and RVU employees are also required to complete comprehensive compliance training modules on an annual basis which include, but are not limited to, anti money laundering, anti bribery, whistleblowing and anti facilitation of tax evasion.

The publication of this tax strategy is considered to constitute compliance with the duty under paragraph 16(2) Schedule 19 Part 2 of Finance Act 2016.

This tax strategy is reviewed annually and was last updated in December 2024.

Annual Report and Financial Statements

The Annual Report and Financial Statements for the year ended 31 December 2023 can be found here.